Ener-Core, Inc. announced that it has received $1.25 million in funding
September 01, 2016
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Ener-Core, Inc. (OTCPK:ENCR) announced that it has entered into a securities purchase agreement for the private placement of unregistered convertible unsecured promissory notes for gross proceeds of $1,249,999 on September 1, 2016. The transaction included participation from five accredited new and existing investors. The company also issued five-year warrants to purchase an aggregate of 124,999 shares of the company at an exercise price of $4 per share. Each investor is entitled to receive additional warrants to purchase 50 shares of the company for each $1,000 of principal amount of the convertible unsecured notes at an exercise price of $4 per share on each of the 61st, 91st, 121st, and 151st days after the closing of the transaction, but only in the event the company has not consummated a further financing consisting of the issuance of common shares and warrants for aggregate gross proceeds of at least $3,000,000 prior to such respective additional warrant date. Interest on the notes is payable monthly in cash on the first business day of each calendar month beginning October 1, 2016 at a fixed rate of 12% per annum. The notes mature on September 1, 2017. The notes are subordinate to the senior notes and are convertible into common shares of the company at a fixed conversion price of $4.31 per conversion share. The securities were issued pursuant to exemption provided under Regulation D.
The company shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or broker’s commissions. The company shall pay, and hold each buyer harmless against, any liability, loss or expense arising in connection with any claim relating to any such payment. The company shall have the right to redeem all or any portion of the conversion amount then remaining under this note any time after the issuance. The note and any shares of common shares upon conversion may be offered, sold, assigned or transferred by the holder without the consent of the company. The note is exchangeable, upon the surrender hereof by the holder for a new note or notes in principal amounts of at least $100,000, representing in the aggregate the outstanding principal of this note, and each such new note will represent such portion of such outstanding principal as is designated by the holder at the time of such surrender.
Ener-Core, Inc. designs, develops, manufactures and has commercially deployed products based on technologies that generate base-load, clean power from polluting waste gases that are otherwise destroyed or vented into the atmosphere by a range of industries. The Company also designs its technologies to provide power generation solutions with reduced air emissions. Its Power Oxidation technology offers an alternative to traditional methods of destroying gaseous pollution, by simultaneously enabling industrial facilities. Its commercial products include Ener-Core Powerstation EC250 (EC250) and Ener-Core Powerstation EC333 (EC333), which combine its Power Oxidizer with an approximately 250 kilowatt (kW)and over 333 kW gas turbine, respectively. It is also engaged in developing a product, which is called the KG2-3GEF/PO (KG2 with Power Oxidizer (KG2/PO)). It has over two powerstations in operation at a landfill site in the Netherlands and at the University of California, Irvine.